FOCUS UNIVERSAL INC. 8-K

What Happened

• Focus Universal Inc. (ticker: FCUV) filed an 8-K on June 18, 2026 announcing a 4-for-1 reverse stock split of its common stock, effective at 12:01 a.m. ET on June 23, 2026. The split is intended to satisfy the Nasdaq Capital Market $1.00 minimum bid price requirement. The company will continue to trade under the symbol "FCUV" and will have a new CUSIP number (34417J609).

Key Details

• Board and approvals: Stockholders approved the board’s authority (up to 200:1) on October 10, 2025; the board approved the 4:1 ratio on May 13, 2026.
• Outstanding shares: As of the May 13, 2026 record date there were 2,811,244 shares outstanding; post-split there will be approximately 702,811 shares outstanding (subject to rounding).
• Fractional shares: No fractional shares will be issued—holders entitled to fractions will receive a cash payment equal to the fractional amount multiplied by the most recent closing price (adjusted for the split) at the effective time.
• Other effects: Authorized share counts and par value are unchanged (1,000,000,000 common; 100,000,000 preferred; par $0.001). Options, warrants and convertible securities will be adjusted by dividing share amounts by 4 and multiplying exercise/conversion prices by 4.

Why It Matters

• The reverse split is a corporate action aimed at raising the per-share trading price to comply with Nasdaq’s $1.00 minimum bid rule, helping the company maintain its Nasdaq Capital Market listing.
• The split does not change each holder’s proportional ownership or voting power materially (except for rounding from fractional-share cash-outs) and does not alter the company’s authorized share capital or par value.
• Investors should note the effective date (June 23, 2026), the new CUSIP, the cash treatment for fractional shares, and that outstanding options and convertible instruments will be adjusted to reflect the split.